FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
| Gladstone Investment Corporation | ||
| (Exact Name of Registrant as Specified in its Charter) | ||
| Delaware | 83-0423116 | |
| (State of Incorporation or Organization) | (I.R.S. Employer Identification no.) | |
| 1521 Westbranch Drive, Suite 200, McLean, VA | 22102 | |
| (Address of principal executive offices) | (Zip code) | |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ¨
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following. ý
| Securities Act registration statement number to which this form relates: | 333-123699 | |
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(if applicable) |
Securities to be registered pursuant to Section 12(b) of the Act:
None.
Securities to be registered pursuant to Section 12(g) of the Act:
| Common Stock, $0.001 par value per share | ||
| (Title of Class) |
Item 1. Description of Registrant’s Securities to be Registered.
The description of the Common Stock to be registered hereunder contained in the section
entitled “Description of Our Capital Stock,” commencing at
page 69 of the Prospectus included in
the Registrant’s Pre-effective Amendment No. 2 to Registration
Statement on Form N-2 (Reg. No 333–123699), filed with the Securities and
Exchange Commission (the “Commission”) on May 26, 2005, is incorporated herein by reference, and
the description contained under such caption included in the form of final prospectus subsequently
filed by the Registrant pursuant to Rule 497 under the Securities Act of 1933, as amended, which
form of final prospectus is also incorporated by reference herein.
Item 2.
Exhibits.
Exhibit
Number
Description
Certificate of Incorporation (1)
Amended and Restated Certificate of
Incorporation (2)
Bylaws (1)
Amended and Restated Bylaws (3)
Specimen stock certificate (3)
Dividend Reinvestment Plan (3)
| (1) | Incorporated by reference to the exhibit of the same number filed with the Registration Statement on Form N-2 (Reg. No. 333–123699) filed on March 31, 2005. | |
| (2) | Incorporated by reference to the exhibit of the same number filed with Pre-effective Amendment No. 1 to Registration Statement on Form N-2 (Reg. No. 333–123699) filed on May 13, 2005. | |
| (3) | Incorporated by reference to the exhibit of the same number filed with Pre-effective Amendment No. 3 to Registration Statement on Form N-2 (Reg. No. 333–123699) filed on June 21, 2005. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has caused this amendment to registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
| GLADSTONE INVESTMENT CORPORATION | ||||
| Date: June 21, 2005 | By: |
/s/ George Stelljes III
George Stelljes III President and Chief Investment Officer |
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INDEX TO EXHIBITS
| Exhibit | ||
| Number | Description | |
|
a.1
*
|
Certificate of Incorporation (1) | |
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a.2
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Amended and Restated Certificate of Incorporation (2) | |
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b.1
*
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Bylaws (1) | |
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b.2
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Amended and Restated Bylaws (3) | |
|
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d.
|
Specimen stock certificate (3) | |
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e.
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Dividend Reinvestment Plan (3) | |
| (1) | Incorporated by reference to the exhibit of the same number filed with the Registration Statement on Form N-2 (Reg. No. 333–123699) filed on March 31, 2005. | |
| (2) | Incorporated by reference to the exhibit of the same number filed with Pre-effective Amendment No. 1 to Registration Statement on Form N-2 (Reg. No. 333–123699) filed on May 13, 2005. | |
| (3) | Incorporated by reference to the exhibit of the same number filed with Pre-effective Amendment No. 3 to Registration Statement on Form N-2 (Reg. No. 333–123699) filed on June 21, 2005. |